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  4. [Form 4/A] Paysign, Inc. Amended Insider Trading Activity

Paysign (PAYS) CEO logs stock grant and related tax withholding

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4/A

Rhea-AI Filing Summary

Paysign, Inc. CEO Mark Newcomer reported routine equity compensation activity. He received a grant of 400,000 shares of performance-based restricted stock on November 13, 2025, after an earnings target was achieved. As part of the vesting on May 20, 2026, 78,701 shares were withheld at $6.15 per share to cover tax obligations, leaving him with 9,272,027 common shares held directly.

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Insider Newcomer Mark
Role CEO
Type Security Shares Price Value
Tax Withholding Common Stock 78,701 $6.15 $484K
Grant/Award Common Stock 400,000 $0.00 --
Holdings After Transaction: Common Stock — 9,272,027 shares (Direct, null)
Footnotes (1)
  1. Represents performance-based restricted stock granted on May 7, 2025, with the performance goal deemed satisfied on November 13, 2025 based upon the achievement of a specified earnings target. The restricted stock will vest and be delivered as to 1/3 of the shares on each of May 20, 2026, May 28, 2027, and May 22, 2028, subject to the reporting person's continued service to the issuer through and on the applicable vesting date. Represents shares of common stock withheld by the issuer to satisfy certain tax withholding obligations associated with the vesting of restricted stock.
Performance-based RS grant 400,000 shares Performance-based restricted stock granted after earnings target on November 13, 2025
Tax withholding shares 78,701 shares Shares withheld on May 20, 2026 to satisfy tax obligations
Withholding price $6.15 per share Price used for 78,701-share tax-withholding disposition
Shares held after transaction 9,272,027 shares Direct Paysign common stock holdings following May 20, 2026 withholding
Vesting schedule installments 1/3 on three dates Restricted stock vests in thirds on May 20, 2026; May 28, 2027; May 22, 2028
performance-based restricted stock financial
"Represents performance-based restricted stock granted on May 7, 2025, with the performance goal deemed satisfied on November 13, 2025..."
Shares granted to employees or executives that are held back and only become actual, tradable stock if the company meets predefined performance targets; until those goals are met the shares cannot be sold. Think of it like a bonus held in escrow that’s released only when specific results are achieved — investors watch these awards because they tie management pay to company outcomes, can dilute existing shareholders when released, and signal how confident or incentivized insiders are to meet growth or profitability goals.
vesting financial
"The restricted stock will vest and be delivered as to 1/3 of the shares on each of May 20, 2026, May 28, 2027, and May 22, 2028..."
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
earnings target financial
"performance goal deemed satisfied on November 13, 2025 based upon the achievement of a specified earnings target."
tax withholding obligations financial
"Represents shares of common stock withheld by the issuer to satisfy certain tax withholding obligations associated with the vesting of restricted stock."
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Newcomer Mark
(Last)(First)(Middle)
2615 ST. ROSE PARKWAY
(Street)
HENDERSON NEVADA 89052
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Paysign, Inc. [ PAYS ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
11/13/2025		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)
05/20/2026
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock11/13/2025A400,000(1)A$0.009,350,728D
Common Stock05/20/2026F(2)78,701D$6.159,272,027D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents performance-based restricted stock granted on May 7, 2025, with the performance goal deemed satisfied on November 13, 2025 based upon the achievement of a specified earnings target. The restricted stock will vest and be delivered as to 1/3 of the shares on each of May 20, 2026, May 28, 2027, and May 22, 2028, subject to the reporting person's continued service to the issuer through and on the applicable vesting date.
2. Represents shares of common stock withheld by the issuer to satisfy certain tax withholding obligations associated with the vesting of restricted stock.
/s/ Mark Newcomer06/18/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Paysign (PAYS) report for CEO Mark Newcomer?

Paysign reported a grant of 400,000 performance-based restricted shares to CEO Mark Newcomer and a related withholding of 78,701 shares to cover taxes upon vesting, leaving him with 9,272,027 common shares held directly.

Was the Paysign (PAYS) CEO transaction an open-market stock sale or purchase?

The filing shows no open-market buying or selling. Shares were granted as equity compensation and 78,701 shares were withheld by the company solely to satisfy tax obligations tied to restricted stock vesting.

How many Paysign (PAYS) shares did the CEO receive in the performance-based award?

The CEO received 400,000 shares of performance-based restricted stock. The award was granted after a specified earnings target was met and is scheduled to vest in three equal installments over future dates, subject to continued service.

When will the Paysign (PAYS) CEO’s restricted stock award vest?

The 400,000 performance-based restricted shares will vest in three equal installments. One-third vests on May 20, 2026, another third on May 28, 2027, and the final third on May 22, 2028, contingent on his continued service.

Why were 78,701 Paysign (PAYS) shares disposed of in the CEO’s filing?

The 78,701-share disposition was for tax withholding. Paysign withheld these shares to satisfy tax obligations associated with the vesting of restricted stock, rather than an elective market sale by the CEO.

How many Paysign (PAYS) shares does the CEO hold after these transactions?

After the reported grant and tax-withholding disposition, CEO Mark Newcomer directly holds 9,272,027 shares of Paysign common stock, according to the Form 4/A filing data provided.